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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 13, 2020
HAEMONETICS CORPORATION
(Exact name of registrant as specified in its charter)
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| Massachusetts | | 001-14041 | | 04-2882273 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
125 Summer Street
Boston, MA 02110
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: 781-848-7100
(Former name or former address, if changed since last report.)
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| Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): | |
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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| Securities registered pursuant to Section 12(b) of the Act: | | |
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common stock, $.01 par value per share | HAE | New York Stock Exchange |
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| Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). |
Emerging Growth Company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ |
Item 1.02 Termination of a Material Definitive Agreement.
On January 13, 2020, Haemonetics Corporation (the "Company"), Cora Healthcare, Inc. and CoraMed Technologies, LLC (together with Cora Healthcare, Inc., the "Cora Parties") terminated that certain Second Amended and Restated License Agreement No. 3 dated as of August 14, 2013 (the "License Agreement") in connection with the parties' simultaneous entry into a definitive agreement (the "Agreement") pursuant to which the Company acquired the intellectual property assets underlying its TEG® 6S Hemostasis Analyzer System (the "Acquired Assets") from the Cora Parties. The Company previously licensed the Acquired Assets from the Cora Parties under the terms of the License Agreement, which granted the Company exclusive, perpetual rights to manufacture and commercialize the TEG 6S system in the field of hospitals and hospital laboratories in exchange for certain ongoing payment obligations to the Cora Parties.
Item 7.01 Regulation FD Disclosure.
On January 14, 2020, the Company issued a press release announcing its purchase of the Acquired Assets from the Cora Parties pursuant to the Agreement. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated into this Item 7.01 by reference.
The information furnished in this Item 7.01 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall such information be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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| Exhibit No. | | Description |
| | Press release dated January 14, 2020 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | HAEMONETICS CORPORATION | | |
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| Date: January 14, 2020 | | By: | /s/ Christopher A. Simon | |
| | Name: | Christopher A. Simon | |
| | Title: | President and Chief Executive Officer | |
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